WMPIDK: .

IN/AS
F.#20 16R00709
UNITED STATES DISTR.lCT COURT
EASTERN DISTRICT OF NEW YORK
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UNITE D STATES OF Ar.jER.lCA

- against -

INFORMATIO N
Cr. No. 16-643 (RID)
(T. 18, U.S.C., 371 and 355 1 e t~ .)

ODEBRECHT SA,

Defendant.
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THE UNIT ED STATES CHARGES:

At all times relevant to thi s Informati on, unl ess otherwise stated :

!.

The Foreign Corrupt Practices Act

1.

The Foreign Conupt Practices Act of 1977, as amended , Title I S, United

States Code, Sections 78dd-l, et seq. (the " Fe PA "), was enacted by Congress for the purpose of,
among other thin gs, making it unlawful to act corruptly in fUltherance of an offer, promise,

authorization,. or payment of mon ey or anything of value, directly 0 1' indirectly, to a fo reign

offic ial for the purpose of assisting in obtaining or reta ining business for, or directing business
to, any person.

n.

Relevant Entiti es and rndividual s

2.

Defendant ODEBRECHT S.A. was a Brazilian holding company that,

thro ugh various operating entities (co llecti vely "ODEBREC HT"), co nducted business in
multiple industr ies, including engineering, construction, infrastructure, energy, chemica ls,
utilities and rea l estate. ODEBRECHT S.A. had its headquarters in Salvador, state ofBabia,
Brazil, and operated in 27 other countries, including the United States.

3.

ConstrlJtora Norberta Odebrecht ("eND") was a Brazil ian-based

subs id iary of ODE BRECHT S.A. eND was respons ible fo r carrying out projects in Brazi l
related to transport and logistics. energy, sanitation, urban development and publ ic and corporate
construction. eND hOllsed a unit called the Division of Structured Operations, which , as

described below, was created to allow ODEBRECHT to make unrecorded payments, many of
which took the form of bribes to government officials in B razil and abroad.
4.

Braskem S.A. ("Braskem"), a sociedade anonima (corporation) organized

under the laws of8 ..azil and headq uartered in Sao Paulo, Brazil, was one of the largest
petrochemical companies in the Americas, prod ucing a portfolio of petrochem ica l and
thermoplastic products. ODEBRECHT S.A. owned 50.1 1% of the voting shares and 38.1 % of
the total share capital of Braskem and effective ly contro lled the company. Petr61eo Brasi leiro
S.A. - Petro bras ("Petro bras"). Brazil's national oil company, owned 36.1 % of the shares of
Braskem. American depositary shares of Braskem traded on the New York Stock Exchange, and
Braskem was required to fi le annllal repol1s with the United States Securities and Exchange
Comm ission (the "SEC") under Section L5(d) of the Exchange Act, T itlc l 5, United States Code,
Section 78o(d). Braskem was an " iss uer" as that tenn is lIsed in the FCPA, Title 15, United
States Code, Sections 78dd-l (a) and 78m(b).
5.

Smith & Nash Engineering Company ("S&N"), an unaffi liated shell

company based in the British Virgin Isla nds, was established and managed at the Divi sion of
Structured Operations' directi on. S&N was used by ODEBRECHT to further the bribery
scheme, and to conceal and disguise improper payments made to, and for the benefit of, ioreign
officia ls and foreign political palties in variolls countries. S&N opened at least one oITshore

bank account (the "S&N Account") on behalf of ODEBRECI-IT. ODEBRECHT transferred

money fTom variolls bank accounts, including several New York-based bank accounts (the "New
York-based Accounts"), to the S&N Account. The funds in the S&N Account were then used, in
part, to make direct and indirect bribe payments to foreign officials. A Un ited States c itizen and
resident of New York and Florida was the authorized signatory on the S&N Account.

6.

Arcadex Corporation ("Arcadex") was an unaffiliated she ll company

in corporated in Belize. Arcadex was established and managed at the Division of Structured
Operations' direction and used by ODEBRECI-IT to furth er the bribery scheme, and to concea l
and disguise improper payments made to, and for the benefit of, forei gn offi cials and foreign
politica l parties in various countries. Arcadex o pened at least one offshore bank account (the
"A rcadex Account") on behalfofODEBRECHT. ODEBRECHT transferred money from
various bank accounts, including the New

Yo rk~ based

Accounts, to the Arcadex Account. The

funds in the Arcadex Account were then used. in palt, to make direct and indirect bribe payments
to foreign offi cia ls.
7.

Galac Projects and Constructi on Corporation ("Go lac") was an

unaffiliated she ll company incorporated in the British Virg in lslands. Golac was estab lished and
managed at the Division ofSlructured Operations' direction and used by ODEBRECHT to
fmiher the bribclY scheme, and to conceal and disguise corrupt payments made to, and ror the
benefit or, foreign officia ls and foreign pOlitical parties in various countries. Golac opened at
least one offshore bank account (the "Golae Account") on beha lf of ODEBRECHT.
ODEBRECHT transferred money from various bank accounts, including the New Yorkbased

Accounts, to the Go lae Account. The funds in the Gelae Account were then used, in part, to

make direct and indirect bribe payments to foreign officials.

8.

"Odebrecht Employee I," a citizen of Brazil whose identity is known to

the Un ited States and ODEBRECHT, was an officer and senior executive of ODE BRECHT S.A.
in or about and between January 2009 and December 20 15 and an officer and sen ior execu tive of
eNO in or about and between January 2002 and January 20 I O. Odebrecht Emp loyee 1 was also

a director ofBraskcm in or about and between 2009 and December 20 15.

9.

"Odebrecht Employee 2," a citizen of Brazi l whose identity is known to

the United States and ODEBRECHT, was a se nior executive in the Di vision o fStrLlctllrcd
Operations, in or about and between 2006 and 20 15, and reported directly to Odebrecht
Employee 1. Odebrecht Emp loyee 2 operated the Divis ion of Structured Operations to account
for and disburse payments that were not included in ODEBRECHT's publi cly-declared
finan cials, including corrupt payments made to, or for the benefit of, foreign offic ials and foreign
politica l patties in order to obtai n and retain business for ODEBRECHT.
10.

"Odebrecht Employee 3," a citizen of Brazil whose idcntity is known to

the Un ited Slates and ODEBRECHT, was an executive of the Divi sion of Structured Operations
from approx imately 2006 to 20 15. Odebrecht Employee 3 reported to Odcbrecht Employee 2
and was rcsponsible for overseeing corrupt payments made in Brazil and abroad . In or about
20 14 and 20 15, wh il e located in Miami, Florida, Odebrecht Employee 3 engaged in crim inal
cond uct in furtherance of the scheme, including meetings with other co-conspirators to plan
actions to be taken in connection with the Division of Structured Operations and the movement
of c riminal proceeds.

II.

"Odehrecht Employee 4," a citizen of Brazil whose identity is known to

the United States and ODEBRECHT, was the Divis ion of Struchlred Operati ons execut ive in
charge of financia l operations for complex and large payments made by the Division of

Structured Operations outside of Brazi l from approx imately 2006 to 20 15. Odebrecht
E mployee 4 also helped Odcbrecht Employee 3 oversee the corrupt payments made by the
Div is ion of Structured Operations in Brazil. In or about 20 14 and 2015, while located in Miami,
Florida, Odebrecht Emp loyee 4 engaged in conduct in furtherance of the scheme, includ ing
meetings with other co-con sp irators to plan actions to be taken in cormection with the Division
of Structured Operations and the movement of cr imi nal proceeds.
12.

"Odebrecht Employee 5," a citizen of B raz il whose identi ty is known to

the United States and ODEBRECHT, was a high-leve l executive ofCNO from approx imate ly
1997 to 2007. Thereafter, from approximately 2008 to 20 I 0, Odebrecht Em ployee 5 held an
offi cer position at CNO in the indust rial works area, and in OJ' about 201 1 Odebrecht Employee 5
became a Corporate Leader within CNO. He remained in that posi tion unti l approxi mate ly 20 I 5.
As the pri mary contact between ODEBRECI-IT and Petrobras between approximately 2004 and
20 12, Odebrecht Employee 5 oversaw the negotiation and payment of bribes by ODEBRECHT
to Petrobras officials to obtain and retain busi ness with Petrobras.
13.

"Odebrecht Employee 6," a citizen ofBl'az il whose identity is known to

the Un ited States and ODEBRECHT, was a high- level executive of the international area of the
engineering div is ion of ODE BRECHT from approximately 2008 to 2015. Odebrecht
Employee 6 repolied to Odebrech t Emp loyee I and was responsible for overseeing
ODEBRECHT' s Superintendent Directors, 0 1' coun try leaders, of Ango la and several Latin

American countries. As part of that supervision, Odebrecht Employee 6 approved many of the
corrupt payments to foreign officia ls and foreign political parties outside of Brazil.
14.

Petrobras was a Brazi lian state-controlled o il company, and a m inori ty

shareho lder in Braskem. Petrobras was headquartered in Rio de Janeiro, Brazil, and operated to
refine, produce and distribute oil, oi l products, gas, biofuel s and energy. The Brazi lian
government directly owned approximately 50.3% of Petrobras's common shares with voting
rights, while an additional 10% of the corporation 's shares were controlled by the Brazilian
Development Bank and Brazil 's Sovere ign Wea lth Fund. Pelrobras was an "agency" and
"instrumentality" ora foreign government, as those terms are used in the FCPA, Title 15, United
States Code, Sections 78dd- 1(f)( I) and 78dd-3(f)(2)(A).
15.

"B razilian Official I," an individual whose identity is known to the United

States and ODEBRECHT, was an executive and director atPctl'Obras. Brazilian Official I was a
"foreign offi c ial" within the meaning of the FCPA, Title 15. United States Code, Section
78dd-3(f)(2)(A).
16.

"Brazilian Official 2," an indiv idual whose identity is known to the Un ited

States and ODEBRECHT, was an executive and director at Petro bras. Brazil ian Offic ia l 2 was a
'~ forei g l1

officia l" with in the mean ing of the FCPA, Title 15. United States Code, Section

78 dd ~

3(f)(2)(A).
17.

"Brazi lian Official 3," an individual whose ide ntity is known to the United

States and ODEBRECHT, was a manager at Petrobras. Brazilian Official 3 was a "fore ign
offic ial " within the meaning of the PCP A, Title 15, United States Code, Section 78dd-3(t)(2)(A).

18.

" Brazilian Officia l 4," an individua l whose identity is known to the United

States and ODEBRECHT, was a high-leve l state elected official in Brazi l. Brazi lian Official 4
was a "fore ign official" with in the meaning of the FCPA, Title IS, Un ited States Code, Section
78dd-3(1)(2)(A).
19.

"Brazilian OfficialS ," an ind ividual whose identity is known to the United

States and ODEBRECHT, was a high-level official in the legislat ive branch of government in
Brazi l. Brazili an OfficialS was a "fore ign offic ial" withi n the meaning of the FCPA, T itle 15,
United States Code, Section 78dd-3(1)(2)(A).
Ill.

Overview or tile Bribery Scheme

20.

In or about and between 200 1 and 201 6, ODEBRECHT, together with its

co-conspirators, knowingly and wi llfully conspired and agreed with others to corruptly provide
hundreds of millions of dollars in payments and other thi ngs o f va lue to, and fo r the benefit of,
fore ign offic ial s, foreign political parties, fore ign politica l patty offic ials and foreign political
candidates to secure an improper advantage and to innuence those foreign offic ials, fore ign
politica l parties and foreign political candidates in order to obta in and retain bus iness in variolls
countries around the world.
2 1.

During the relevant time period, ODEBRECI-{T, together with its co-

conspirators, paid approx imately $788 million in bribes in assoc iation with more than 100
projects in twe lve countri es, including Angola, Argentina, Brazil, Co lom bia, Dominican
Republic, Ecuador, Guatemala, Mexico, Mozambique, Panama, Peru and Venezuela.
22.

To further the crimina l bribery scheme, ODEBRECHT and its co-

conspirators ct:eated and funded an elaborate, secret financia l structure tbat operated to accou nt

for and disburse corrupt bribe payments to, and for the benefit of, fore ign officia ls, fo reign
politica l patties, foreign po lit ical party officials and foreign po litica l candidates. Over time, the
deve lopment and operation of this secret financial structure evo lved, and in or about 2006,
ODEBRECHT established the Division of Structured Operations, a standalone div ision within
ODEBRECHT. The Division of Structured Operations effectively functioned as a bri be
department within ODEBRECHT and its related entities. To concea l its activ ities, the Division
of Structured Operations uti lized an entirely separate and off-book communications system
called "Ol'ousys," whi ch allowed members of the Division of Structured Operations to
communicate with one another and with outside financia l operators and other co-conspirators
about the bribes through the use of secure emai ls and instant messages, utilizing codenames and
passwords.
23.

ODEBRECHT and its employees and agents took a number of steps while

in the territory of the United States in fu rtherance of the corrupt scheme. For exampl e, some of
the offshore entities Llsed by the Division of Structured Operations to hold and disburse
unrecorded fu nds were established, owned andlor operated by individuals located in the United
States. 111 addition, at times during the conspiracy, ind ividuals working in the Division of
Structured Operations, including Odebrecht Employee 3, Odebrecht Employee 4 and others, took
steps in fUltherance of the bribery scheme whi le located in the United Slates. For examp le, in or
about 20 14 and 2015, whi le located in Miami, Florida, Odebrecht Emp loyee 3 and Odebrecht
Employee 4 engaged in conduct related to certa in projects in furthera nce of the scheme,
including meetings w ith other co-conspirators to plan actions to be taken in connection wi th the

Division of Structured Operations, the movement of criminal proceeds and other criminal
conduct.
24.

In all , ODEBRECHT, together with its co conspi rators, paid more than

$788 mill ion in bribes to illegally secure projects in multiple countries - inclLiding, as described
below, COITupt paymcnts to Petrobras employees and executives; COITu pt payments to other
government officia ls in Brazil ; and corrupt payments to foreign officials in eleven other
countries - with illgotten benefits to ODEBRECHT and its coconspirators of approximately
$3.336 billion. In th is Information, "benefits" refer to any profits earned on a paJticular project
for wh ich a profit was generated as the resu lt ofa bribe payment. For projects tbat resulted in
profits to ODEBRECHT that were less than the amount of the assoc iated bribe payment, the
amount of the bribe 'payment was used to calculate the benefit.
IV.

The Divi sion of Structured Operations and The Manner and Means of tile Conspiracy
25.

The Division o f Structured Operations was led by Odebrecht Employee 2

and staffed by other ODEBRECHT employees andlor agents (including Odebrecht Employee 3
and Odebreeht Empl oyee 4) who worked with a series of financial operators or doleiros (also
known as money traders, who functioned to exchange Brazi lian Reais for American dollars).
Odebrecht Employee 2 repOited to Odebrecht Emp loyee I. who was respons ible for approving
corrupt payments made by the Divis ion of Structu red Opel:ations unti l approximately 2009, and
who, thereafter, received updates of the payments made by the Division of Structured
Operations. After approx imately 2009, Odebrecht Emp loyee I delegated the responsibil ity for
approving the corrupt payments to the business leaders in Brazil and the various country leaders
in the other ju risdictions.

26.

The Division of Struclured Operati ons managed its "shadow" budget via

two computer systems: (i) the "MyWebDay" system, which was used fo r making payment
requests, process ing payments, and generating and populating spreadsheets that tracked and
internally accounted for the shadow budget; and (ii) the " Drollsys" system, wh ich all owed
members of the Divi sion of Structured Operations to communicate with one another and with
outs ide fin ancial operators and other co-conspi rators using secure email s and in stant messages.
To conceaJ their corrupt act ivities, users of the DroLisys system utilized a series of codenames to
mask their identiti es, and referred to bribe recipients and intermed iaries using additional codes
and passwords.
27.

To fwih er concea l ODEBRECHT's cri mi nal conduct, the Division of

Structured Operations managed and disl1'ibuted funds that ODEBREC I-IT never recorded on its
balance sheet. These

~' unre co rd ed

funds" were ge nerated by ODEBRECHT through a variety of

methods, including but not limited to: (i) standing overhead charges co llected fro m subsidiaries;

(ii) overcharges and fees that were attributed as legitimate to service providers and
subcontractors but not included in proj ect budgets; (iii) un declared retainers and success fees fo r
the purchase of company assets; and (iv) self-insurance and se lf-guarantee transacti ons.
28.

Once generated, unrecorded fund s were funn eled by thc Division of

Structured Operations to a series of offshore enti ties that were not included on ODEBRECHT's
balance sheet as related entities. These entities werc establi shed and managed at the Division o f
Structured Operat ions' direction by beneficial owners who were compensated for opening and,
in some cases, operatin g these entities. ODEBRECHT used these offshore entities to further the
bribery scheme~ and to concea l and disguise improper payments made to, or for the benefit of,

10

foreign offi cials, fo reign political parties, fore ign pol itical party offic ial s and foreign po li tica l
candidates in various countri es. Many of the transactions were layered through mulliple levels
of offshore entiti es and bank accounts throughout the world, often transferri ng the illicit fu nds
through up to fo ur leve ls of offshore bank accounts before reaching the final recip ient. fn thi s
regard, members of the conspiracy so ught to djstance the origin of the funds from the final
beneficiaries.
29.

The funds were disbursed from the offshore entiti es at the Division of

Structured Operations ' direction. These disbursements were made by fin ancia l operators who
acted on ODEBRECHT's behalf, including but not limited to the benefi cial owners of the
accounts and doleiros, who del ivered the payments in cash both inside and outside Brazil in
packages or su itcases at locations predetermined by the bene fi ciary of the fund s; or made the
payments 'via wire transfer dU'ough one 01' more of tile offshore entities.
30.

In furtheran ce of the bri bery scheme and to faci litate the movement of

illicit funds, ODEBRECHT and its co-conspirators also utilized banks with distinct features that
would aid in the scheme: specifi cally, smaller banks located in cOllntries with strict laws
regarding the protection of bank secrccy and the sharing of information with international law
enforcement. To ensure the cooperation of these fa vored banks, ODEBRECH'f and its coconsp irators frequently paid remuneration fees and hi gher rates to the banking institutions, and a
percentage of each ill icit transaction to certain complicit bank executives. The Division of
Structured Operations counted on the co llusion of the favored banks and their executives to
conduct the transfers between accounts, large ly relying on the use of fictiti ous contracts to
backstop the transactions and bypass compliance inquiries. Certain co-conspirators, sllch as

II

Odebrecht Employee 4, visited the countries where the final benefi ciaries were located and
brought them to the favored banks to open accounts to facilitate the illicit payment transters.
31.

After a palticular favored bank located in Antigua began to falter,

members of the conspiracy, including forme r execut ives with the fa ltering bank, purchased the
Antiguan branch of an Austrian bank in

Qt.

about 2010 or 20 I\. By virtue of this acquisition ,

other members oftbe conspiracy, includ ing senior politicians from multiple countries receiving
bribe payments, could open bank accounts and receive transfers without the risk of raising
attention. By acquiring the bank, members of the conspiracy, includin g Odebrccht Employee 4
and others, willfu lly fac ilitated the illegal payment scheme. They also actively participated in
obtaining fictit ious contracts to support thc operations of the Division of Structured Operations
and responded dircctl y to compliance issues in order to allow operations to be authorized.
32.

ODEBRECHT caused wire transfers to be made to these and other bank

accounts created by these offshore entities from ODEBRECHT-related bank accounts, including
from severa l New York-based Accounts held by CND.
V.

Corrupt Payments to Governmenl Officials in Brazi l

33 .

Beginning in at least as early as 2003 and continuing through

approximate ly 2016, ODEBRECHT caused approximately $349 mill ion in corrupt bribe
payments to be made to political parties, fo rei gn officia ls, and their representatives, in Brazil, in
order to secure an improper advantage to obtain and retain business for ODEBRECI-IT.
ODEBRECHT benefited more than $ 1.9 billion as a result of these corrupt payments.

12

A.

Corrupt Payments to Obtain and Reta in Business with Petrobras

34.

Beginning in or about 2004 and continuing through at least 20 12,

ODEBRECHT agreed to make, and caused to be made, corrupt payments to, and for the benefit
of, foreign officials, including Brazil ian politi cians and .Petrobras executives and em ployees, in

order to secure contracts with Petrobras.

35.

As part.ofthe scheme, ODEBRECHT parti.cipated in a series of meetings

with other construction companies to eval uate and divide up future contracts fo r Petrobras
projects among the companies (together, the "Calicl Companies"). Once it was determ ined
wh ich company or companies should be responsible for a cCI1ai n project, as well as the price that
Petrobras felt was appropriate for the particular project, it was agreed that only the
predetermined company would present a qual ify ing bid, and that the other Cartel Compan ies
wo uld present proposals that wou ld ensure the predetermi ned company's winning bid. In th is
manner, the Carte l Com panies rotated the avai lable Petro bras contracts between them.
36.

Cel1ain executi ves of Petro bras involved in award ing the projects on

behalf of Petrobras were aware of the Cartel Companies' bid rigging, and in order to guarantee
the conti nued success of the bid rigg ing scheme and to secure the contracts with Petrobras,
ODEBRECHT and the other Caltel Companies agreed to make corrupt payments to, and for the
benefit of, these Petrobras executives, other Brazilian pol iticians and poli tica l palties.
37.

For example, in or about October 20 I 0, ODEBRECHT bid for and won a

Petrobras contract for the provision of various environmental and security certification services
that werc necessary for various activities that Pctrobras undel100k abroad. In order to win the
contract, ODEBRECHT agreed to pay bribes that would be forwarded to Brazilian pol itical

13

patties. Odebrecht Employee 5 mel with certain of the Cartel Companies, all of which agreed
that ODEBRECHT would get the

cOl1tracl~

two of the Carlel Companies also agreed to provide

proposals in sLlch a way that would ensure that ODEBRECHT would wi n the bid.
ODEBRECHT directed more than $40 mi llion to certain Brazilian po li tical parties from its
Division of Structured Operations using unrecorded funds in connection with the project; and
cettain of the funds were paid directly to spec ific government officials.
38.

ODE'BRECHT caused numel'Ous ill ic it payments to be made from United

States-based bank accounts to perpetuate its bribe scheme in Brazil. For exam ple. between at
least December 2006 and Dccembcr 2007, ODEBRECHT caused transfcrs tOla[ ing almost $40
mi llion to be made from the New York-based Accounts to the S&N Account. Thereafter, in or
between January and August 20 II, ODEBRECHT used the S&N Account to make bribe
payments, including payi ng approxi mately $3.5 mi ll ion and almost2 mil lion Swiss Francs to the
bank account of an offshore entity controlled by Brazi lian Official I, then an executive at
Petrobras.
39.

Simi larly, in or abou t December 2009, ODEBRECHT caused transfers

total ing approximately $20 million to be made fro m the New York-based Accounts to the
Arcadex Account Before and contemporaneously with the transters from the New York-based
Accounts, ODEBRECHT caused numerous money transfers to be made from the A rcadex
Account to a second Arcadex account (the "Second Arcadex Accounf') that was used to make
bribe payments, including an approx imately $430,000 bribe payment to a bank account
controlled by Brazi lian Official 2. then an executive at Petrobras.

14

40.

Furthermore, in or abollt December 2008, ODEBRECHT caused transfers

totaling almost $48 m ill ion to be made rrom the New York-based Accounts to the Ga lae

Account. Therea fter, in or about and between December 2008 and July 20 I0, ODEBRECHT
caused transfers from the Galae Account to three unrelated accounts in Panama and Antig ua

from wh ich approximatel y $10 milli on was transferred to the accounts of three then-Petrobras
executives Brazil ian Officia l I, Braz ilian OrFicial 2 and Brazilian Official 3.
B.

Corrupt Payments to Obtain and Reta in Other Business in Brazi l

41.

In addition to the co rrupt payments to secure contracts with Petrobras,

ODEBRECHT made and caused to be made corrupt payments to po litica l parties, individual
candidates and other goverrunent officials at the loca l, regiona l and nati onal level in Brazil with
unrecorded fund s fro m the Div ision of Structured Operations in order to obtain and reta in other
business in Brazil.
42.

For example, ODEBRECHT made and caused to be made corcupt

payments to Brazili an offic ials w ith unrecorded fund s in order to secure a transportation project
in Braz il . ODEBRECHT was not part of the original group of compan ies awarded the project,
but ultimately purchased thc rights to participate in the project. Subsequently, ODEBRECHT
agreed to make payments to Brazilian O ffi cial 4, a hi gh-level state elected officia l in Brazil, in
exchange for Brazi lian Official4's assi stance in ensuring ODEBRECHT's continued work on
the project. Between approximately 20 10 and 20 14, ODEBRECI-IT, through the Divi sion of
Structured Operations, made payments in Brazilian Reais (totaling more than $20 mil lion) to
Brazil ian Official 4 and other foreig n officials in connection with the proj ect. ODEBRECHT
profited approxi mately $184 million from the project.

15

43.

Similarly, in or about 2011 , Braz ilian O ffi cia l 5, a hi gh -level offi cial

w ithin the legislative branch of government in Brazi l, requested that ODEBRECHT make
payments to a political palty in exchange for the pal1y's infl uence to conti nue a construction
project in Rio de Jane iro from which ODEBRECHT stood to benefit. In or about and betwee n
20 [ [ and 201 4, ODEBRECHT, through the Division of Structured Operations, made payments
io Brazil ia n Reais (totaling approximately $9.7 million) to Brazili a.n OfficialS, as did other
companies involved in the project, in order to ensure future contributions to the project from

cCliain govclllme nl groups. ODEBRECHT profited approx imately $ I 42 million from the
project.
V I.

Corrupt Payments to Fore ign Offic ia ls and Political Parties in Other Countries
44.

In or about and be tween 200 I and 2016, ODEBRECI-IT made and caused

to be made approx imately $439 million in corrupt payments to foreign political pal1ies, fore ig n
officials. and their representatives, In countries o utside of Brazi l, including Angola, A rgentina,
Co lombia, the Dominican Republic, Ecuador, Guatemala, Mexico, Mozambique, Panama, Peru
and Venezuela , in order to secure a n improper advantage to obtai n and reta in busi ness for
ODEBRECHT in those countries. ODEBRECHT benefited more than $ 1.4 bill io n as a resul t of
these corrupt payments.
45.

ODEBRECHT made and ca used to be made the majority of these corrupt

payments to government offici a ls; th ird parties associated with, and for the bene fit of,
government officials; and po litical parties or campa igns . Al l of the corrupt payments were made
to secure an improper advantage for ODEBRECHT to o btain and retain business. Typi cally, the
Division of Structured Operations exec uted the corrupt payments using unrecorded funds, ei ther

16

(i) in cash in the cauntty in question, or (ii) by deposits into accounts indicated by the ultimate

beneficiaries or their intermed iaries.

46.

In or about and between 2008 and 20 15, ODEBRECHT's corporate

structure in Latin America was organi zed such that the senior-most country leaders reported to
Odebrecht Employee 6, who was the Business Leader for Angola (until July 20 12, at wh ich ti me.
due to a restructuring, Odebrecht Employee 6 no longer had oversight in Angola) and the abovereferenced countries in Lati n America, except Venezuela.
A.

Angola
47.

In or about and between 2006 and 2013 , ODEBRECHT made and ca used

to be made more than $50 million in corrupt payments to government offic ials in Angola in order
to secure pub li c works contracts. ODEBRECHT realized benefits of approx imately $261.7
milli on as a result of these corrupt payments.
48.

ror example. beginning in or aboul 2006, Odebrecht Employee 6 caused

ODEBRECHT to make approximately $8 mill ion in corrupt payments to an Angolan

govern ment official to obtai n infrastructure projects in Ango la. ODEBRECHT also pa id another
approximately $1.19 million to a high-level official of an Angolan state-owned and statecontro lled company to obtai n bus iness. The bri be payments were generally made with
unrecorded fund s and coordinated through the Divis ion of Structured Operations.
B.

Argentina
49.

In or about and between 2007 and 20 14, ODEBRECHT made and caused

to be made more than $35 milli on in corrupt payments to intermediaries with the understanding
that these payments wou ld be passed, in palt, to government officia ls in Argenti na. T he corrupt

17

payments were made in association with at least three infrastructure projects, and ODEBRECHT
rea lized benefit s of approximately $278 million.
50.

For exampl e, in 2008, prior to a bid on government projects being

fina lized, ODEBRECHT agreed that, in order to secure the con tracts, O DEBRECHT and others
would commit to making a future payment to undisc losed government offic ials in Argentina in

an unsped fi ed amount. In or about and bctwecl) 20 11 and 20 1.4, ODEBRECHT, through the
Division of Structured Operations, made payments total ing approx imately $2.9 million to an
intermediary with the understanding that the intermediary would pass the payments to
A rgentinian governme nt officials.
5 t.

Thereafter, in or about and between January 20 II and March 20 14,

ODEBRECHT made additiona l corrupt payments through the Division of Structured Operation s
total ing approximately $500,000 to private accounts at the direction of an intemlediary, with the
understanding that the payments were for the benefit of Argenti nian govenUllent officials.
C.

Co lombia
52.

In or about and between 2009 and 20 14, ODE BRECHT made and caused

to be made morc than $ 11 million in corrupt paymen ts in Co lombia in order to secure publ ic
works contracts. ODEBRECHT rea lized benefits of more than $50 million as a result of these
corrupt payments.
53.

For exa mple, in or about and between 2009 and 2010, ODEBRECHT

agreed to pay. and later pai d through the Div ision of Structured Operations w ith Odebrecht
Employee 61 s authorization, a $6.5 milli on bribe to a govern ment ofii cial in cha rge of awa rding

18

a construction project with the Colombian government in exchange for assistance with winning

tbe project.
D.

The Dominica n Republic

54.

10 or about and between 200 I and 20 14, ODEBRECH'I' made and caused

to be made more than $92 million in corrupt payments to government offic ials and
intermediaries working on their behalfin the Dominican Republ ic. ODEBRECHT rea lized
benefits of more than $ 163 mill ion as a result o Fthese corrupt payments.
55.

For example, in order to secure celtain public works contracts in the

Dom inican Republic, ODEBRECHT paid bribes to an intermed ia ry responsible for interfac ing
with the go vernment with the understanding that the intermediary would pass the money, in part,
to government officia ls. Most of the payments were made with un recorded fund s from the
Division of Structured Operati ons with the authorization of Odebrccht Employee 6. Through
this agreement, ODEBRECHT was able to influence governmental budget and financ ing
approva ls for certain projects in the Domin ican Republic.
E.

ECLIadol'
56,

In or about and between 2007 and 20 16, ODEBRECHT made and caused

to be made more than $33.5 million in corrupt payments to governme nt o ffici als in Ecuador.
ODEBREC HT rea lized benefits of more than $1 16 mill ion as a result of these corrupt payments.
57,

For example, in or about and between 2007 and 2008, ODEBRECHT

experienced a number of problems related to a construct ion contract, and agTeed with an
intermediary to an Ecuadorian government official with control over public contracts to make

19

corrupt payments to the government o ffi cial to solve the proble ms. ODEBRECAT later
delivered these payments in cash to the governme nt official.
F.

Guatemala
58.

In or about and between 20 13 and 2015, ODEBREC HT made and caused

to be made approximately $ 18 mill ion in corrupt payments to government offi cials in Guatemala
in order to secure public works contrHcts. ODEBRECHT rea lized benefits of more than $34
million as a result of these corrupt payments.
59.

For example, in relation to a n infrastructure project awarded to

ODEBRECHT. the company agreed to pay a high-ranking Guatemalan government offic ial a
percentage of the val ue of tile contract over the li fe of the proj ect in exchange for the offi cial
assisting ODEBRECHT with obtaining payments under the contract . ODEBRECHT made
approximately $1 1.5 mi Ilion in corrupt payments, thro ugh the Divi sion of Structured Operations
and with OdebrechrEmp loyee 6's approval, to companies designated by the Guatemalan official
G.

Mexico
60.

In or about and between 20 10 and 2014, ODEBRECHT made and caused

to be made approximately $ 10.5 miUi on in corrupt payments to goveJllme nt officials in Mexico

in order to secure public work s contracts. ODEBRECHT realized benefits of more than $39
mj[\ion as a result of these corrupt payments.
61.

For example, in or about October 20 13, ODEBRECHT agreed to pay a

bribe to a high-level official of a Mexican state-owned and state-controlled company in exchange

for the officia l assisting ODEBRECHT with winning a project. In or about and between

20

December 2013 and late 20 14, ODEBRECHT, through thc Divisjon of Structured Operations,
paid the official $6 million.
H.

Mozambique
62.

In or abollt and bctwcen2011 and 20 14, ODEBRECHT made and caused

to be made approximately $900,000 in corrupt payments to gove rnment officials in

Mozambique.
63.

The corrupt payments included approximately $250,000 in payments to a

high-l evel government official in Mozamb ique in exchange for ODEBRECHT obtain ing
favorab le telms on a government construction project, which the governm ent had not been
inc lined to accept before ODEBRECHT offered to make the corrupt payment. ODE'BRECHT
made these payments in insta llments 0[$ 135,000 and $ 11 5,000 with the Divi sion of Structured
Operations' unrecorded fu nds from an offshore company.
I.

Panama
64.

In or about and between 2010 and 2014, ODEBRECHT made and caused

to be made marc than $59 mi llion in corrupt payments to government o ffi cials and
intermediaries worki ng on their behalf in Panama in order to secure, among other things, public
works con tracts. ODE BRECHT rea lized benefits of more than $ 175 mil lion as a result of these
corrupt payments.
65.

POI'

examp le, in 01' about and between 2009 and 2012, ODEBRECHT

agreed to pay $6 million to two close relatives ofa higb- level Panamanian government-officia l in
cOllllection with government infrastructure projects, with the understanding that, in exchange for
the payments, the government official would ensure ODEBRECHT's participation in and

21

payment under the contracts. In order t6 effectuate the corrupt payments, ODEBRECHT utilized
the Divi sion of Structured Operations to make payments in unrecorded funds to offshore
compan ies designated by the Panamanian government offi cial and intermediaries.
1.

Peru
66.

In or about and between 2005 and 20 14, ODEBRECHT made and caused

to be made approximately $29 million in corrupt payments to government officials in Pel:u in

order to secure public works contracts. ODEBRECHT realized benefits of more than $ 143
mil lion as a resu lt of these corrupt payments.
67.

For example. in or about 2005, ODEBRECI-IT partic ipated in a tender for

a govemment infrastructure project. During thc tcnder process, an ODEBRECHT emp loyee was
approached by an intermediary of a

hi gh~ l eve l

offi cia l in tbe Peruvian government, who offered

to support ODEBRECHT's bid, if, in the event that ODEBRECHT was awarded the project, it
wou ld make corrupt payments benefiti ng the government official The payments were agreed to
be paid through compani es owned by an intermediary who had a re lationship with the
government ofti cia l. After the initial conversations with the intermed ialY. the ODEBRECHT
empl oyee partic ipated in several meetings, some of wh ich were attended by the government
official. ODEBRECHT won the tender and made corrupt payments total ing approximately $20
mill ion from approxi mately 2005 to 2008 to specific compan ies, as di rected by the intermedi ary,
with unrecorded funds
68.

[t o m

the Divis ion of Structured Operations.

Furthermore, in or about 2008, ODEBREC HT bid on a government

transportat ion contract in .Peru. In order to influence the bi d committee to help ODEBRECHT
secure the contract, ODEBRECHT agreed to pay $ 1.4 million to a

22

h igh~ l eve l

offic ial in the

PCnlvian government and members of the tender committee fo r the project In or about 2009,

ODEBRECHT won the contract, valued at approximately $400 mil lion. OD EBRECHT made
the corrupt payments, which were approved by Odebrechl Employee 6, with unrecorded funds
from the Divi sion ofStrucnH'cd Operations.
K.

Venezuela

69.

In or about and between 2006 and 2015, ODEBRECHT made and caused

to be made approx imate ly $98 million in corrupt payme nts to gove rnment o rFicials and
intermediari es working o n the ir behalf in Venezuela in order to o btain and retain public works

contracts.

70.

ODE BRECHT typica lly lIsed intennediaries to negotiate contracts with

govemment o tlicia ls on behalf of the company. ODEBRECHT understood that these

intermediaries would pay bribes to government offi cials on beha lf of the company in ordcr to
influence the all ocation of resources to ODEBREC HT projects, to obtain confidential pricing
and bidding information in connection with those proj ects. and to obtain and retai n contracts for
those projects . Generally, these intermediaries charged a percentage of the contract price in
connection w ith their work on be half of ODEBREC HT.
7 1.

For example, ODE BRECHT paid an inte rmediary to help it obtain

contracts with a Venezue la n state-owned and state-contro lled company. During the negotiations,
the intermed iary madc it clear that the money would be used to pay a bribe in exchange fo r
obtai ning certain servi ce agreements and amendments, and that the intermed iary represented
variolls directors of the state-owned and state-controll ed company. ODEBRECHT pa id the
intenned iary approx imately $39 mill ion.

23

VI I.

Obstruction of Justice
72.

lo or about 2014, Brazilian law enfo rcement authorities began an initially

covert investigation into corruption related to Petrobras, called Lava Jato or "Operation

Carwash." Thereafter, related investigations were launched in the United States and
Switzerland. After ODEB RECHT became aware of Lava Jato and related investi gations, certa in
ind ividua ls - incl uding Odchrccht Employee 1 and emp loyees and executives involved in the
Division of Structured Operations - took steps to conceal or destroy ev idence of criminal

acti vities, and to hinder the various investigations. These steps included, but were not limited to,
a directive from Odebrech t Employee I to ODEB RECHT employees to de lete records that might
revea l ill ega l activities.
73.

Furthermore, in or about mid-2015, Odcbrecht Employee 4 attended a

meeting in Miam i, Florida, with a consu lar official from Antigua and an intermediary to a h i gh~
level government official in Antigua. In order to conceal ODEBRECHT's corrupt act ivili es,
Odebrecht E mployee 4 req uested that the h,igh-level offic ial refra in from prov idi ng to
international authorities various banking. documents that would revea l illicit payments made by
the Division of Structured Operations on behalf of ODE BRECHT, and agreed to pay $4 m ill ion
to the high-level officia l to refrai n from sendi ng the documents. Odebrecht Employee 3 made
three payments o f I mill ion Euros on behalfofODEBRECHT in order to secure the deal. T he
contemplated fourth payment was never made.
74 .

Furth ermore, in or about January 20 16, after Lavo Jato and the

investigat ions by United States and Swiss authorities were well -known to ODEBREClIT.
employees and/or agents of OD EBRECHT intentiona lly caused the destruction of physical

24

encryption keys needed to access the MyWebDay system, wh ich contained evidence relating to

the bribery scheme. As a result of these actions, significant evidence from the MyWebDay
system was rendered inaccessible.
CONSPIRA CY TO BRIB E FOREIGN OFFICIALS
75.

The allegations contained in paragraphs one through 74 are realleged and

incorporated as though fully set [0I1h in tb.is paragraph.

76.

In or about and between 2001 and 20 16, both dates being approximate and

inclus ive, within the Eastern District of New York and elsewhere, the defendant ODEBRECHT
S.A., together with others, did know ingly and willfully co nspire to commit o ffenses against the
Un ited States, to wit: as a person other than an issuer or domestic concern, through its employees
and agents, while in the territory of the United States, did cOITuptly commit acts in furtherance of
an o ffer, payment, promi se to pay, and authorizat ion of the payment of any money, offer, gift~
promise to give, and authorization of tile giving of anything of va lue to a fore ign officia l, a
foreig n political party, a fore ign po litical party official, a fore ign political candidate and to a
person, wh ile knowi ng that all or a pOltion of such money and thin g of val ue would be and had
been o ffered , given, and promised to a foreign ofticial, a foreign po liti cal party. a fo rei gn
political party offi cial and a fo reign po litical candidate for purposes of: (a) influencing acts and
decisions of such foreign official, fore ign politica l party, foreign political party offi cial and
fore ign po litica l cand idate in his or her offic ial capacity; (b) inducing sllch foreign offi cial,
fore ign po litical party, foreign political party officia l and fo reign political candidate to do and
om it to do acts in vio lation of the lawfu l duty of such officia l; (c) securi ng any improper
advantage; and (d) inducing such foreign offic ial , foreign political party, fore ign politica l party

25

official and fo reign political cand idate to use his or her in_flu ence with a foreign government and
agencies and instrumentalities thereof to affect and influence acts and decisions of such
government and agencies and instrumentalities, in order to assist OOEBRECI-IT S.A. and its
employees and agents in obta ining and retaining business for and with, and directing business to
ODEBRECHT S.A. and others, contrary to Title 15, United States Code, Sect ion 78dd3.
77.

In furtherance of the conspiracy and to effect its objects, the defendant

O DEBRECHT S.A. and at least one of the defendant 's co-conspirators committed and caused to
be committed, with in the Eastern District of New York and elsewhere, at least one of the
fo llowing:

OVERT ACTS
a.

In or about 2006, ODEBREC HT S.A., at the direction of Odebrecht

Employee I , establ ished a secret financial structure that was used by ODEBRECI-IT S.A. and its
subsid iaries, in part, to pay bribes to foreign offic ial s, foreign pOlitical pal1ies and foreign
po litica l candidates, as we ll as intermediaries on beha lfofODEBRECI-IT S.A, and severa l or its
subsid iaries.
b.

On or about Decembe r 22, 2006, ODEBRECHT S.A, caused

$ 10,935,066,85 to be transferred from one orthe New York Accounts to the S&N Accou nt.
c.

On or about December 12, 2007, ODEBRECI-rr S.A. caused two

payments of$1 ,27 1,964.00 each, totaling $2,543,928,00, to be transferred from one of the New
York Accounl.. to the S&N Account.

26

d.

On or about December 12,2007, ODEBRECHT S.A. caused two

payments of $1 ,898,963.00 each, totaling $3,797, 962.00, to be transferred from one of the New
York Accounts to the S&N Account.
e.

On or about December 16.2009, ODEBRECHT S.A. caused

$6,583,828.14 to be transferred from one of the New York Accounts to the Arcadex Account.

f.

On or about December 24, 2009, OOEBRECHT S.A . caused

$6,583,828. 14 to be transfe[red from one of the New York Accounts to the Arcadex Account.
g.

On or about December 24, 2009, ODEBRECHT S.A. caused two transfers

of$329, 191.42 each, totaling $658,382.84, to be made from the Arcadex Accou nt to the Second
Arcadex Account.

h.

On or about March 25, 2010, ODEBRECHT S.A. caused $434,980.00 to

be transferred from the Second Arcadcx Account to a bank account controlled by Brazilian
Official 2, then an executive at Petro bras.
I.

In or about October 20 I 0, ODEBRECJ-IT S.A. d.irected more than $40

million in bribes to be paid to certain Brazilian pol itical patties from its Division ofStrllctlired
Operations in order to secll('C a contract for the provision of vari ous envi ronmental and security
cet1ification services for Pctrobras abroad.
J.

In or about and between 20 10 and 20 14, ODEBRECI-IT S.A. directed

bribe payments of more than $20 million to be made to Brazilian Official 4, a high-Icvel state
elected official in Brazil, and other foreign officials, in order to ensure continued work on a
traJlSporlation project.

27

k.

In or about 2011 , ODEBRECI-IT S.A. directed bribe payments of

approximately $9.7 milli on to be made to a po litica l party designed by Brazi lian Official S, a
hi gh~l e ve l

offi cial within the legislative branch of government in Brazil, in exchange for the

party's influence in the continuation of a construction project in Ri o de Janeiro, Brazil.

I.

On or about May 23 , 20 11, ODEBRECHT S.A. ca used $1,000,000.00 to

be transferred from the S&N Account to a bank account contro lled by Brazilian Official I, then
an executive at Petrobras.
m.

On or about June 6, 201 1, ODEBRECHT S.A. caused $ 1,0 12,500.00 to be

transferred from the S&N Account to a bank account controlled by Brazilian Official I.
n.

In or about and between December 20 13 and late 20 14, ODEBRECHT

S.A. directed bribe payments of approximately $6 million to be made to a

hi gh~ leve l

offic ial ofa

Mexican state-owned and state-contro lled company in exchange for the official assisting
ODEBRECI-IT with winning a project.
o.

In or about 20 15, Odebrecht Employee 4 attended a meeting in Miami,

Florida wi th the agent of a high~level government offic ial in Antigua, and agreed to pay $4
million to the government official, if the government official refrained fro m providing banking

28

records revealing illicit payments made by the Division orStrllcturcd Operations to international
authorities.

(Title 18, United States Code, Sections 371 and 355 1 ! ~ .)

ROBERT L. CAPERS
UNITED STATES ATTORNEY
EASTERN DISTRICT OF NEW YORK

~MANN

CHIEF, FRAUD SECTION

CRIMINAL DIVISION
U.S . DEPARTMENT OF JUSTICE

29